Section
SCHEDULE-Additional particulars required for registration by nominee, trustee or general agent
CHAPTER 389 29 of 1931 13 of 1932
2 of 1938 19 of 1950 19 of 1954 24 of 1955 3 of 1987 13 of 1994 Government Notices 279 of 1964 497 of 1964 Statutory Instrument 5 of 1965
An Act to provide for the registration of business names; and to provide for matters incidental thereto.
"business" includes profession;
"business name" means the name or style under which any business is carried on, whether in partnership or otherwise;
"Christian name" includes any forename;
"firm" means an unincorporate body of two or more individuals or one or more individuals and one or more corporations, or two or more corporations, who have entered into partnership with one another with a view to carrying on business for profit;
"foreign firm" means any firm, individual or corporation whose principal place of business is situate outside Zambia;
"individual" means a natural person and shall not include a corporation;
"initials" includes any recognised abbreviation of a Christian name;
"Registrar" means the person appointed as Registrar of Business Names and includes an Assistant Registrar, Deputy Registrar or Acting Registrar;
"showcards" means cards containing or exhibiting articles dealt with, or samples or representations thereof.
(As amended by No. 13 of 19 of 1950 and S.I. No. 5 of 1965)
3. Subject to the provisions of this Act-
shall be registered in the manner directed by this Act:
Provided that-
(iii) a purchase or acquisition of property by two or more persons as
Firms and persons to be registered
joint tenants or tenants in common is not of itself to be deemed carrying on a business, whether or not the owners share any profits arising from the sale thereof.
(As amended by No. 13 of 1932)
Registration by nominee, etc.
Manner and particulars of registration
Provided that where any such partner or individual is of or over the age of twenty-one years it shall be sufficient for him to state his age as "full age".
(As amended by No. 13 of 1932 and No. 19 of 1950)
6. The statement required for the purpose of registration must in the case of an individual be signed by him, and in the case of a corporation by a director or secretary thereof, and in the case of a firm either by all the individuals who are partners, and by a director or the secretary of all corporations which are partners or by some individual who is a partner, or a director or the secretary of some corporation which is a partner, and in either of the last two cases must be verified by a statutory declaration made by the signatory:
Provided that-
7. (1) The particulars required to be furnished under this Act shall be furnished within fourteen days after the firm or person commences business, or the business in respect of which registration is required, as the case may be:
Provided that-
(i) if such firm or person has carried on such business before the commencement of this Act or commences such business within two months thereafter, the statement of particulars shall be furnished after the expiration of two months and before the expiration of three months
Statement to be signed by persons registering
Time for registration
from the commencement of this Act; and
8. Whenever a change is made or occurs in any of the particulars registered in respect of any firm or person, such firm or person shall, within fourteen days after such change or such longer period as the Minister may, on application being made in any particular case, whether before or after the expiration of such fourteen days, allow, furnish by sending by post or deliver to the Registrar a statement in writing in the prescribed form specifying the nature and date of the change signed, and where necessary verified in like manner as the statement required on registration.
(As amended by G.N. No. 279 of 1964)
9. If any firm or person by this Act required to furnish a statement of particulars or of any change in particulars shall, without reasonable excuse, make default in so doing in the manner and within the time specified by this Act, every partner in the firm or the person so in default shall be liable on conviction to a fine not exceeding two hundred and twenty five penalty units for every day during which the default continues, and the court shall order a statement of the required particulars or change in the particulars to be furnished to the Registrar within such time as may be specified in the order.
(As amended by Act No. 13 of 1994)
10. (1) Where any firm or person by this Act required to furnish a statement of particulars or of any change in particulars shall have made default in so doing, then the rights of that defaulter under or arising out of any contract made or entered into by or on behalf of such defaulter in relation to the business in respect to the carrying on of which particulars were required to be furnished at any time while he is in default shall not be enforceable by action or other legal proceeding whether in the
Registration of changes in firm
Penalty for default in registration
Disability of persons in default
business name or otherwise:
Provided that-
(iii) if any action or proceeding shall be commenced by any other party against the defaulter to enforce the rights of such party in respect of such contract, nothing herein contained shall preclude the defaulter from enforcing in that action or proceeding, by way of counter-claim, set-off or otherwise, such rights as he may have against that party in respect of such contract.
(2) In this section, "court" means the High Court or a Judge thereof:
Provided that, without prejudice to the power of the High Court or a Judge thereof to grant such relief as aforesaid, if any proceeding to enforce any contract is commenced by a defaulter in a subordinate court, the subordinate court may, as respects that contract, grant such relief as aforesaid.
11. If any statement required to be furnished under this Act contains any matter which is false in any material particular to the knowledge of any person signing it, that person shall, on conviction, be liable to imprisonment with or without hard labour for a term not exceeding three months, or to a fine not exceeding one thousand five hundred penalty
Penalty for false statements
units, or to both.
(As amended by Act No. 13 of 1994)
12. (1) The Minister may require any person to furnish to him such particulars as appear necessary to the Minister for the purpose of ascertaining whether or not he or the firm of which he is partner should be registered under this Act, or an alteration made in the registered particulars, and may also, in the case of a corporation, require the secretary or any other officer of a corporation performing the duties of secretary to furnish such particulars, and if any person when so required fails to supply such particulars as it is in his power to give, or furnishes particulars which are false in any material particular, he shall, on conviction, be liable to imprisonment with or without hard labour for a term not exceeding three months or to a fine not exceeding one thousand five hundred penalty units, or to
(2) If from any information so furnished it appears to the Minister that any firm or person ought to be registered under this Act, or an alteration ought to be made in the registered particulars, the Minister may require the firm or person to furnish to the Registrar the required particulars within such time as may be allowed by the Minister, but, where any default under this Act has been discovered from the information acquired under this section, no proceedings under this Act shall be taken against any person in respect of such default prior to the expiration of the time within which the firm or person is required by the Minister under this section to furnish particulars to the Registrar.
(As amended by G.N. No. 279 of 1964 and Act No. 13 of 1994)
13. On receiving any statement or statutory declaration made in pursuance of this Act, the Registrar shall cause the same to be filed, and he shall send by post or deliver a certificate of the registration thereof to the firm or person registering, and the certificate or a certified copy thereof shall be kept exhibited in a conspicuous position at the principal place of business of the firm or individual, and if not kept so exhibited, every partner in the firm, or the person, as the case may be, shall be liable, on conviction, to a fine not exceeding one thousand five hundred penalty units.
(As amended by No. 13 of 1932 and Act No. 13 of 1994)
Duty to furnish particulars to Minister
Registrar to file statement and issue certificate of registration
Provided that the Minister may, on reasonable cause therefor being shown, extend such time as aforesaid to such time as he may think fit.
(As amended by G.N. No. 279 of 1964 and Act No. 13 of 1994)
16. (1) No firm or individual shall be registered by a business name which, in the opinion of the Registrar, is undesirable, and if any firm or individual, through inadvertence or otherwise, is registered by a business name which, in the opinion of the Registrar, is undesirable, the Registrar shall remove such business name from the register, but any person aggrieved by a decision of the Registrar under this provision may appeal to the Minister whose decision thereon shall be final.
Removal of names from register
Misleading business names
(As amended by No. 2 of 1938, No. 19 of 1954, No. 24 of 1955, G.N. No. 279 of 1964 and S.I. No. 5 of 1965)
17. (1) At any time after the expiration of six months from the commencement of this Act, any person may inspect the documents filed by the Registrar on payment of such fees as may be prescribed not exceeding two penalty units for each inspection; and any person may require a certificate of the registration of any firm or person, or a copy of or extract from any registered statement to be certified by the Registrar,
Inspection of statements registered
and there shall be paid for such certificate of registration, certified copy, or extract such fees as may be prescribed not exceeding six penalty units for the certificate of registration, and not exceeding one penalty unit for each folio of seventy-two words, of the entry, copy, or extract.
(2) A certificate of registration, or a copy of or extract from any statement registered under this Act, if duly certified to be a true copy or extract under the hand of the Registrar (whom it shall not be necessary to prove to be the Registrar) shall, in all legal proceedings, civil or criminal, be received in evidence.
(As amended by Act No. 13 of 1994)
18. The Minister may, by statutory instrument, make regulations concerning any of the following matters:
(a) | the fees to be paid to the Registrar under this Act; |
(b) | the forms to be used under this Act; |
(c) | the duties to be performed by any Registrar under this Act; |
(d) | the place or places at which shall be situate the offices of |
Registrars;
(e) generally the conduct and regulation of registration under this Act, and any matters incidental thereto.
(As amended by No. 19 of 1950, G.N. No. 279 of 1964 and No. 3 of 1987)
19. (1) After the expiration of six months from the commencement of this Act, every individual and firm required by this Act to be registered shall, in all trade catalogues, trade circulars, showcards and business letters, on or in which the business name appears and which are issued or sent by the individual or firm to any person, have mentioned in legible characters-
Regulations
Publication of true names, etc.
(2) If default is made in compliance with this section, the individual or, as the case may be, every member of the firm shall be liable on conviction for each offence to a fine not exceeding two hundred and twenty five penalty units.
(As amended by S.I. No. 5 of 1965 and Act No. 13 of 1994)
20. Where a corporation is guilty of an offence under this Act, every director, secretary, and officer of the corporation who is knowingly a | Offences by corporations |
party to the default shall be guilty of a like offence and liable to a like | |
penalty. | |
SCHEDULE | |
(Section 4) |
ADDITIONAL PARTICULARS REQUIRED FOR REGISTRATION BY NOMINEE, TRUSTEE OR GENERAL AGENT
Description of firm, etc.
Where the firm, individual or corporation to be registered carries on business as nominee or trustee.
Where the firm, individual, or corporation required to be registered carries on business as general agent for any foreign firms.
The additional particulars
The present Christian name and surname, any former name, nationality, and, if that nationality is not the nationality of origin, the nationality of origin, and annual residence, or, as the case may be, the corporate name, of every person or corporation on whose behalf the business is carried out.
Provided that if the business is carried on under any trust anu of the beneficiaries are a class of children or other persons, a description of the class shall be sufficient.
Their business name and address of the firm or person as agent for whom the business is carried on:
Provided that if the business is carried on as agent for three or more foreign firms, it shall be sufficent to state the fact that the business is so carried on, specifying the countries in which such foreign firmscarry on business.